First, Let's Keep All the Lawyers
from
July/August 2007
by Bill King
Directors like to have lawyers around. That’s obvious from the 2007 legal survey by Corporate Board Member and FTI Consulting Inc. A big majority of the 802 respondents (78%) expect to be calling on their outside law firms for advice in the coming year.
A common theme in this year’s survey: directors looking in two directions at once—in front of them and over their shoulders. Asked how they expect to use their outside counsel, for example, 70% say they’ll be looking for legal assistance in mergers and acquisitions, while 57% say they’ll need outside legal help in complying with Sarbanes-Oxley. It seems that compliance (or worrying about it) continues to occupy the minds of directors who might prefer to be concentrating on the future.
M&A ranks first in the answers to a range of questions about where companies are headed. That raises other questions, which surveys are prone to do. Are directors thinking of making acquisitions? Merging? Or selling, perhaps to an equity buyer?
Roger Carlile, head of forensic and litigation consulting at FTI, a global business advisory firm headquartered in Baltimore, points to another significant finding—namely, that more than 90% of the respondents will spend time on enterprise risk management in the coming year. He sees that as a reflection of “an increasingly regulated and global marketplace. There is more concerned discussion at the boardroom level about the need for proactive efforts that will identify, quantify, and manage risk across their organization.”
The highlight of this annual issue, of course, is the directors’ rankings of the best corporate law firms in the country. Their pick for the national Top 20 is on page 27; the list showing their favorites in 25 metropolitan areas starts on page 36. The issue includes a variety of stories that address the legal quandaries faced by board members, among them the ever-more-complicated rules of electronic evidence, China’s changing legal scene, and the perils of going global.
We also surveyed in-house attorneys to see how they rank outside law firms, and we found, as always, that they don’t necessarily think in sync with board members. But like directors, general counsel fret about M&A and compliance. Another common concern involves technology, with 54% of the directors and 75% of the GC identifying electronic data as a major worry. Rightly so, according to David Remnitz, head of technology consulting at FTI. “Protecting IT security, ensuring data privacy for customers, and preparing for electronic discovery means new risks for boards and counsel,” he says.
